INTRODUCTION
CIC Partners Management LLC (“CIC Partners Management,” “our,” “us,” or “we”) is a Registered Investment
Advisory firm registered with the U.S. Securities and Exchange Commission (the “SEC”) effective as
of March 30, 2012 (the “Effective Date”). We are notice filed in our home state of Texas, which means
we are registered to do business in this state. We may conduct business in other states by claiming an
exemption from registration and complying with applicable notice filings in those states. Our registration as
an Investment Adviser does not imply any level of skill or training. The oral and written communications
we provide you, including this brochure, is information you can use to evaluate us and other advisers,
which are factors in your decision to hire us or to continue to maintain a mutually beneficial relationship. This
brochure provides information about our qualifications and business practices.
OWNERSHIP
CIC Partners Management was formed as a Delaware limited liability company in March 2011 but is part
of a private investment firm originally founded in 2007. CIC Partners Management is headquartered in
Dallas, Texas. CIC Partners Firm LP (the “Firm”) is the sole member of CIC Partners Management.
Fouad Bashour, Marshall Payne, Michael Rawlings, and Amir Yoffe are the principal beneficial owners of
the Firm.
ADVISORY SERVICES OFFERED
We provide discretionary advisory management services for private equity funds (“Funds”) that the Firm
sponsors. Typically these Funds will be closed-end limited partnerships in which investors subscribe for
interests. The Funds directly or indirectly invest in the securities of privately-held companies primarily
but may also invest in publicly traded companies. Each Fund may have different investment strategies
and may have different investment restrictions.
Investors that subscribe to the Funds are primarily “qualified purchasers,” as defined in the Investment
Company Act of 1940, as amended (the “Investment Company Act”), and may include high net worth
individuals, family trusts and foundations, institutions and funds of funds, and are accredited,
sophisticated investors with substantial investment assets who wish to participate in partnerships formed
to invest in professionally managed private equity funds. The purchase of the interests offered in each
Fund is suitable for persons who can afford to hold the interests for an indefinite period and to assume the
risks of and bear the possible loss of their entire investment in the interests.
CIC Partners Management may also serve as the sponsor of entities that serve as feeder vehicles into
the Funds. Additionally, in order to meet tax, regulatory or other requirements, certain investors may invest
in substantially the same portfolio as the applicable Funds through
specially formed investment vehicles,
which also are advised by CIC Partners Management.
From time to time we may establish, on a transaction-by-transaction basis, investment vehicles and
accounts through which certain persons may invest alongside one or more Funds (each such pooled
investment vehicle and account, a “Co-Investment Vehicle”). Generally, when a Co-Investment Vehicle is
established for a particular transaction, it is contractually required, as a condition of its investment, to exit
its investment at the same time and on the same terms as the applicable Fund that also is invested in
such transaction.
Our only advisory clients are the Funds and certain Co-Investment Vehicles (collectively, the “CIC
Investment Vehicles”).
As an investment adviser, we identify investment opportunities and participate in the acquisition,
management, monitoring, and disposition of investments for each CIC Investment Vehicle. CIC Partners
Management primarily provides investment advisory services related to private equity investments in the
food, restaurant, energy and healthcare services industries, but we have the discretion to make
investments in other industries as well.
The terms upon which CIC Partners Management or its affiliates will provide investment advisory services
to each CIC Investment Vehicle are established at the time such CIC Investment Vehicle is established
and are generally set out in a separate management agreement with such CIC Investment Vehicle and in
the limited partnership agreement, limited liability company agreement, or other charter document
governing such CIC Investment Vehicle. These terms, which vary among CIC Investment Vehicles,
generally include restrictions on the types of securities and other assets in which the CIC Investment
Vehicle may invest, the amount of assets that may be invested in any portfolio company or industry, the
industries in which the CIC Investment Vehicle may invest and leverage, among others. CIC Partners
Management or its related entities also may enter into side letter agreements with certain investors in the
CIC Investment Vehicles, establishing rights under, or supplementing or altering the terms of, the
applicable limited partnership agreement, limited liability company agreement, or other charter document
and subscription agreement relating to such CIC Investment Vehicles with respect to such investors. Once
invested in a CIC Investment Vehicle, investors cannot impose additional investment guidelines or
restrictions on such CIC Investment Vehicle.
ASSETS UNDER MANAGEMENT
We have entered into investment advisory services agreements with CIC Investment Vehicles and/or their
general partners, where applicable, shifting responsibility for the management of such discretionary assets
to us. We have approximately $585,368,564 in discretionary assets under management.